Sapphire Star Capital LLC, formed in February 2015, is referred to in this document as “Sapphire Star Capital”, “Sapphire Star”, “the Company”, “us”, “we” or “our”. In this document we refer to current and prospective clients of Sapphire Star as “you”, “client”, or “your”. Michael J. Borgen (“Michael”) is the managing member of Sapphire Star Capital LLC. Types of Advisory Services We provide sub-advisory and investment advisory services to advisory clients, on a discretionary and non-discretionary basis. We also provide investment advisory services to Sapphire Star Partners L.P., and Sapphire Star Partners Concentrated Stock L.P. – both a private fund, exempt from registration under the Investment Company Act of 1940, as amended. Investment advice is provided directly to the private fund and therefore, Sapphire Star does not provide investment advice to investors in a private fund. Sapphire Star may, in the future, organize additional investment vehicles that follow an investment program similar to or different from the investment program of the existing private funds, however, SSC has no present intent to do so. Our Advisory Services and Investment Solutions We manage advisory client’s assets using a combination of one or more of the following investment solutions.
• Internally managed portfolios developed by us;
• Sub-advisory Relationships;
• Model Portfolio Management;
• Alternative Investments, including investments in the private funds managed or controlled by us. Sapphire Star offers the following strategies:
• Sapphire Star Small Cap
• Sapphire Star Covered Call
• Sapphire Star Mid Cap
• Sapphire Star Partners L.P.
• Sapphire Star Partners Concentrated Stock L.P. Sapphire Star participates in a limited number of arrangements where we provide investment recommendations pursuant to a model portfolio management agreement. In these instances we do not exercise investment discretion. We manage assets on both a discretionary and non-discretionary basis. We manage the private funds on a fully discretionary basis. Wrap Fee Programs Sapphire Star participates in certain Wrap fee or Managed Account Programs in which the client pays an “all-in” fee that includes brokerage fees and charges as well as a management fee. We may not have discretionary authority to select the brokerage firm or the commission rates to be paid for Wrap Fee or Managed Account Program accounts. In some cases, clients direct us to use a particular broker (i.e., a custodian broker, a Wrap fee or Managed Account Program broker, or a referring broker). Please refer to Item 12, Brokerage Practices, for more information regarding brokerage selection. Assets Under Management As of April 10, 2024, our total regulatory assets under management were approximately $125,441,898. Of this amount, we managed approximately $83,530,902 on a non-discretionary basis and $41,910,996 on a discretionary basis. Private Fund Recommendations to Clients; Investment Restrictions Sapphire Star Partners L.P. Sapphire Star Capital may recommend the purchase of interests in Sapphire Star Partners L.P. to persons who meet qualification requirements for an offering following an evaluation of the prospective client’s particular financial circumstances, investment goals, liquidity needs and time horizons. In the event Sapphire Star recommends changes to limited partnership interest(s), Sapphire Star will inquire about changes in the client’s circumstances or goals. An investment in Sapphire Star Partners L.P. is illiquid and subject to strict limitations on withdrawals. Investors may withdraw only in the following circumstances: As a limited partner, you may, on at least 30 days’ advance written notice to Sapphire Star, withdraw all or part of your capital account balance as of the last day of any calendar quarter. In addition, if Mr. Borgen were to die or become disabled for a period of more than 60 days at a time when he is the principal portfolio manager of the private fund or if he were to resign as the principal portfolio manager of the private fund, you will be provided prompt notice. You will then have a special right to withdraw all or any portion of your Capital Account balance, on at least 30 days’ advance notice, at the end of the calendar month in which the 30-day notice expires. In all cases the amount of any partial withdrawal must be at least $100,000 and must not reduce your Capital Account balance below the lesser of $1,000,000 and your initial Capital Contribution. Limited Partners requesting withdrawal will bear the risk of any decline in value of your partnership interest during the period from the date of the notice

of withdrawal until the effective withdrawal date. Notwithstanding the above, Sapphire Star may suspend the right of withdrawal or postpone the date of payment for any period during which:  Any exchange or over-the-counter market on which a substantial part of the securities owned by the private fund are traded is closed (other than weekend and holiday closings) or trading on any such exchange or market is restricted or suspended;  There is a state of emergency, as a result of which it is not reasonably practicable for the private fund to dispose of its assets or to determine their value fairly;  Any of the means normally employed in ascertaining the value of a substantial part of the private fund’s assets breaks down or when for any other reason the value of such assets cannot reasonably be ascertained;  The amount of requested withdrawals would (in the opinion of Sapphire Star) result in a disorderly liquidation of investments or a violation of investment policies; or;  There are such other extraordinary circumstances, as Sapphire Star determines in good faith, that cause withdrawals or such payments to be impracticable under existing economic or market conditions or conditions relating to the private fund (such as the receipt from private fund investors of notices of withdrawal of amounts aggregating more than twenty-five percent of the capital account balances of all of the private fund investors or the inability or inadvisability, in Sapphire Star’s opinion, to liquidate securities. Sapphire Star Capital may waive or permit exceptions for any investor in the private funds. Sapphire Star Partners Concentrated Stock L.P. Sapphire Star Capital may recommend the purchase of interests in Sapphire Star Partners Concentrated Stock L.P. to persons who meet qualification requirements for an offering following an evaluation of the prospective client’s particular financial circumstances, investment goals, liquidity needs and time horizons. In the event Sapphire Star recommends changes to limited partnership interest(s), Sapphire Star will inquire about changes in the client’s circumstances or goals. An investment in Sapphire Star Partners Concentrated Stock L.P. is illiquid and subject to strict limitations on withdrawals. Investors may withdraw only in the following circumstances: As a limited partner, you may, on at least 15 days’ advance written notice to Sapphire Star, withdraw all or part of your capital account balance as of the last day of any calendar month. In addition, if Mr. Borgen were to die or become disabled for a period of more than 60 days at a time when he is the principal portfolio manager of the private fund or if he were to resign as the principal portfolio manager of the private fund, you will be provided prompt notice. You will then have a special right to withdraw all or any portion of your Capital Account balance, on at least 15 days’ advance notice, at the end of the calendar month in which the 15-day notice expires. Limited Partners requesting withdrawal will bear the risk of any decline in value of your partnership interest during the period from the date of the notice of withdrawal until the effective withdrawal date. Notwithstanding the above, Sapphire Star may suspend the right of withdrawal or postpone the date of payment for any period during which:  Any exchange or over-the-counter market on which a substantial part of the securities owned by the private fund are traded is closed (other than weekend and holiday closings) or trading on any such exchange or market is restricted or suspended;  There is a state of emergency, as a result of which it is not reasonably practicable for the private fund to dispose of its assets or to determine their value fairly;  Any of the means normally employed in ascertaining the value of a substantial part of the private fund’s assets breaks down or when for any other reason the value of such assets cannot reasonably be ascertained;  The amount of requested withdrawals would (in the opinion of Sapphire Star) result in a disorderly liquidation of investments or a violation of investment policies; or;  There are such other extraordinary circumstances, as Sapphire Star determines in good faith, that cause withdrawals or such payments to be impracticable under existing economic or market conditions or conditions relating to the private fund (such as the receipt from private fund investors of notices of withdrawal of amounts aggregating more than twenty-five percent of the capital account balances of all of the private fund investors or the inability or inadvisability, in Sapphire Star’s opinion, to liquidate securities. Sapphire Star Capital may waive or permit exceptions for any investor in the private funds.